Due Diligence Checklist
description: Generate and track comprehensive due diligence checklists tailored to the target company's sector, deal type, and complexity. Covers all major workstreams with request lists, status tracking, and red flag escalation. Use when kicking off diligence, organizing a data room review, or tracking outstanding items. Triggers on "dd checklist", "due diligence tracker", "diligence request list", "what do we still need", or "data room review".
Workflow
Step 1: Scope the Diligence
Ask the user for:
- Target company: Name, sector, business model
- Deal type: Platform acquisition, add-on, growth equity, recap, carve-out
- Deal size / complexity: Determines depth of diligence
- Key concerns: Any known issues to prioritize (customer concentration, regulatory, environmental, etc.)
- Timeline: When is LOI / close targeted?
Step 2: Generate Workstream Checklists
Generate a checklist across all major workstreams, tailored to the sector:
Financial Due Diligence
- Quality of earnings (QoE) — revenue and EBITDA adjustments
- Working capital analysis — normalized vs. actual
- Debt and debt-like items
- Capital expenditure (maintenance vs. growth)
- Tax structure and exposure
- Audit history and accounting policies
- Pro forma adjustments (run-rate, synergies)
Commercial Due Diligence
- Market size and growth (TAM/SAM/SOM)
- Competitive positioning and market share
- Customer analysis — concentration, retention, NPS
- Pricing power and contract structure
- Sales pipeline and backlog
- Go-to-market effectiveness
Legal Due Diligence
- Corporate structure and org chart
- Material contracts (customer, supplier, partnership)
- Litigation history and pending claims
- IP portfolio and protection
- Regulatory compliance
- Employment agreements and non-competes
Operational Due Diligence
- Management team assessment
- Organizational structure and key person risk
- IT systems and infrastructure
- Supply chain and vendor dependencies
- Facilities and real estate
- Insurance coverage
HR / People Due Diligence
- Org chart and headcount trends
- Compensation benchmarking
- Benefits and pension obligations
- Key employee retention risk
- Culture assessment
- Union/labor agreements
IT / Technology Due Diligence (for tech-enabled businesses)
- Technology stack and architecture
- Technical debt assessment
- Cybersecurity posture
- Data privacy compliance (GDPR, CCPA, SOC2)
- Product roadmap and R&D spend
- Scalability assessment
Environmental / ESG (where applicable)
- Environmental liabilities
- Regulatory compliance history
- ESG risks and opportunities
Step 3: Status Tracking
For each item, track:
| Item |
Workstream |
Priority |
Status |
Owner |
Notes |
| QoE report |
Financial |
P0 |
Pending |
|
|
| Customer interviews |
Commercial |
P0 |
In Progress |
|
3 of 10 complete |
Status options: Not Started → Requested → Received → In Review → Complete → Red Flag
Step 4: Red Flag Summary
Maintain a running list of red flags discovered during diligence:
- What was found
- Which workstream
- Severity (deal-breaker / significant / manageable)
- Mitigant or path to resolution
- Impact on valuation or deal terms
Step 5: Output
- Excel workbook with tabs per workstream (default)
- Summary dashboard: % complete by workstream, outstanding items, red flags
- Weekly status update format for deal team
Sector-Specific Additions
Automatically add relevant items based on sector:
- Software/SaaS: ARR quality, cohort analysis, hosting costs, SOC2
- Healthcare: Regulatory approvals, reimbursement risk, payor mix
- Industrial: Equipment condition, environmental remediation, safety record
- Financial services: Regulatory capital, compliance history, credit quality
- Consumer: Brand health, channel mix, seasonality, inventory management
Important Notes
- Prioritize P0 items that are gating to LOI or close
- Flag items where the seller is slow to respond — may indicate issues
- Cross-reference data room contents against the checklist to identify gaps
- Update the checklist as diligence progresses — it's a living document
1---2name: dd-checklist-23description: Due Diligence Checklist4---56# Due Diligence Checklist78description: Generate and track comprehensive due diligence checklists tailored to the target company's sector, deal type, and complexity. Covers all major workstreams with request lists, status tracking, and red flag escalation. Use when kicking off diligence, organizing a data room review, or tracking outstanding items. Triggers on "dd checklist", "due diligence tracker", "diligence request list", "what do we still need", or "data room review".910## Workflow1112### Step 1: Scope the Diligence1314Ask the user for:15- **Target company**: Name, sector, business model16- **Deal type**: Platform acquisition, add-on, growth equity, recap, carve-out17- **Deal size / complexity**: Determines depth of diligence18- **Key concerns**: Any known issues to prioritize (customer concentration, regulatory, environmental, etc.)19- **Timeline**: When is LOI / close targeted?2021### Step 2: Generate Workstream Checklists2223Generate a checklist across all major workstreams, tailored to the sector:2425**Financial Due Diligence**26- Quality of earnings (QoE) — revenue and EBITDA adjustments27- Working capital analysis — normalized vs. actual28- Debt and debt-like items29- Capital expenditure (maintenance vs. growth)30- Tax structure and exposure31- Audit history and accounting policies32- Pro forma adjustments (run-rate, synergies)3334**Commercial Due Diligence**35- Market size and growth (TAM/SAM/SOM)36- Competitive positioning and market share37- Customer analysis — concentration, retention, NPS38- Pricing power and contract structure39- Sales pipeline and backlog40- Go-to-market effectiveness4142**Legal Due Diligence**43- Corporate structure and org chart44- Material contracts (customer, supplier, partnership)45- Litigation history and pending claims46- IP portfolio and protection47- Regulatory compliance48- Employment agreements and non-competes4950**Operational Due Diligence**51- Management team assessment52- Organizational structure and key person risk53- IT systems and infrastructure54- Supply chain and vendor dependencies55- Facilities and real estate56- Insurance coverage5758**HR / People Due Diligence**59- Org chart and headcount trends60- Compensation benchmarking61- Benefits and pension obligations62- Key employee retention risk63- Culture assessment64- Union/labor agreements6566**IT / Technology Due Diligence** (for tech-enabled businesses)67- Technology stack and architecture68- Technical debt assessment69- Cybersecurity posture70- Data privacy compliance (GDPR, CCPA, SOC2)71- Product roadmap and R&D spend72- Scalability assessment7374**Environmental / ESG** (where applicable)75- Environmental liabilities76- Regulatory compliance history77- ESG risks and opportunities7879### Step 3: Status Tracking8081For each item, track:8283| Item | Workstream | Priority | Status | Owner | Notes |84|------|-----------|----------|--------|-------|-------|85| QoE report | Financial | P0 | Pending | | |86| Customer interviews | Commercial | P0 | In Progress | | 3 of 10 complete |8788Status options: Not Started → Requested → Received → In Review → Complete → Red Flag8990### Step 4: Red Flag Summary9192Maintain a running list of red flags discovered during diligence:93- What was found94- Which workstream95- Severity (deal-breaker / significant / manageable)96- Mitigant or path to resolution97- Impact on valuation or deal terms9899### Step 5: Output100101- Excel workbook with tabs per workstream (default)102- Summary dashboard: % complete by workstream, outstanding items, red flags103- Weekly status update format for deal team104105## Sector-Specific Additions106107Automatically add relevant items based on sector:108- **Software/SaaS**: ARR quality, cohort analysis, hosting costs, SOC2109- **Healthcare**: Regulatory approvals, reimbursement risk, payor mix110- **Industrial**: Equipment condition, environmental remediation, safety record111- **Financial services**: Regulatory capital, compliance history, credit quality112- **Consumer**: Brand health, channel mix, seasonality, inventory management113114## Important Notes115116- Prioritize P0 items that are gating to LOI or close117- Flag items where the seller is slow to respond — may indicate issues118- Cross-reference data room contents against the checklist to identify gaps119- Update the checklist as diligence progresses — it's a living document